Shenzhen Hemei Group Co.Ltd(002356) announcement on the completion of the implementation of the company’s reorganization plan
Securities code: 002356 securities abbreviation: * ST Hemei Announcement No.: 2022-002 Shenzhen Hemei Group Co.Ltd(002356)
Announcement on the completion of the implementation of the company’s reorganization plan
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Shenzhen Hemei Group Co.Ltd(002356) (hereinafter referred to as “the company” or “Hemei group”) received the civil ruling (2021) Yue 03 Po No. 618-3) served by Shenzhen intermediate people’s Court (hereinafter referred to as “Shenzhen intermediate people’s court”) on December 31, 2021. The Shenzhen intermediate people’s court ruled that the reorganization plan of Hemei group had been implemented. The details are as follows:
1、 Overview of company reorganization
On November 29, 2021, Shenzhen intermediate people’s court ruled to accept the case of Shenzhen Hemei Group Co.Ltd(002356) bankruptcy reorganization, and appointed Shenzhen Chengxin Certified Public Accountants (special general partnership) and Beijing JUNHE (Shenzhen) law firm as the company’s manager. For details, see the announcement on the court’s decision to accept the company’s reorganization and the risk warning of being superimposed and delisted (Announcement No.: 2021-121).
On December 20, 2021, Hemei group held a meeting of the investor group, which deliberated and adopted the investor equity adjustment plan of the draft Shenzhen Hemei Group Co.Ltd(002356) reorganization plan. For details, please refer to announcement on resolutions of investor group meeting (Announcement No.: 2021-141).
On December 29, 2021, Shenzhen intermediate people’s court held the first creditors’ meeting of Hemei group’s reorganization plan, which voted and adopted the draft Shenzhen Hemei Group Co.Ltd(002356) reorganization plan. For details, see the announcement on the convening of the first creditors’ meeting (Announcement No.: 2021-146).
On December 29, 2021, Shenzhen intermediate people’s court made a civil ruling (2021) Yue 03 Po No. 618 BIS, ruling to approve the Shenzhen Hemei Group Co.Ltd(002356) reorganization plan (hereinafter referred to as the “reorganization plan”) and terminate the reorganization procedure of Hemei group. For details, see the announcement on the court’s ruling to approve the reorganization plan (Announcement No.: 2021-148).
Shenzhen Hemei Group Co.Ltd(002356) announcement on the completion of the implementation of the company’s reorganization plan
2、 Main contents of civil ruling
After review, Shenzhen intermediate people’s court held that the reorganization plan clearly stipulates the standard for the completion of the implementation of the reorganization plan. According to the standard, the reorganization plan has been implemented after being supervised and confirmed by the manager. Hemei group applied to the court to confirm that the implementation of the reorganization plan is in conformity with the law. In accordance with paragraph 1 of Article 91 and article 94 of the enterprise bankruptcy law of the people’s Republic of China, the ruling is as follows:
(i) Confirm that the Shenzhen Hemei Group Co.Ltd(002356) reorganization plan has been implemented;
（2） Terminate Shenzhen Hemei Group Co.Ltd(002356) reorganization proceedings.
The application fee of this case is 300000 yuan, which shall be paid preferentially from Shenzhen Hemei Group Co.Ltd(002356) property.
This ruling shall enter into force as of today.
3、 Impact of reorganization on the company
1. By adjusting the rights and interests of investors in the reorganization procedure and introducing investors to provide financial support, the company has protected the legitimate rights and interests of all creditors to the greatest extent, resolved the company’s debt crisis and improved the company’s asset liability structure. After the implementation of the reorganization plan, with the resolution of the debt crisis and the support of investors, the company will gradually restore its sustainable operation ability and profitability and return to the track of sound development.
2. According to the company’s preliminary calculation, the company’s reorganization will have a significant positive impact on the company’s net assets at the end of 2021. The specific impact amount shall be subject to the audited 2021 annual report officially disclosed by the company. 4、 Risk tips
1. Due to the freezing of the company’s main bank accounts, the provision of external guarantees in violation of specified procedures, the occupation of funds of related parties, and the serious impact on the company’s production and business activities, the relevant matters triggered other risk warning situations specified in the stock listing rules of Shenzhen Stock Exchange (Revised in 2018), and the company’s stock trading was implemented “other risk warning”, For details, please refer to the announcement on the implementation of other risk warnings on the company’s shares (Announcement No.: 2019-079) disclosed by the company on May 18, 2019.
Due to the 2020 annual report, the company’s net profit before and after deducting non recurring profits and losses in the last three fiscal years, whichever is lower, is negative, and the audit report of the last year shows that the company’s sustainable operation ability is uncertain; According to the relevant provisions of item (6) of article 13.3 of the Listing Rules of Shenzhen Stock Exchange (revised in 2020), the company’s shares have been superimposed with other risk warnings since the opening of the market on April 30, 2021.
Shenzhen Hemei Group Co.Ltd(002356) announcement on the completion of the implementation of the company’s reorganization plan
Since the audited ending net assets of the company in 2020 are negative, according to the relevant provisions of item (II) of article 14.3.1 of the stock listing rules of Shenzhen Stock Exchange (revised in 2020), the company’s shares will continue to be subject to delisting risk warning since the opening of the market on April 30, 2021. The company’s shares will continue to be subject to “delisting risk warning” and “other risk warning” since April 30, 2021. For details, please refer to the announcement on continued delisting risk warning of the company’s shares and superimposed implementation of other risk warnings (Announcement No.: 2021-064) disclosed by the company on April 30, 2021.
The company’s stock trading has been subject to “delisting risk warning” and “other risk warning”. If the company has the circumstances specified in article 14.3.11 of the stock listing rules of Shenzhen Stock Exchange (revised in 2020) in 2021, the company’s shares will face the risk of delisting.
2. The company’s implementation of reorganization and the completion of the reorganization plan will help to improve the company’s asset liability structure and improve the company’s profitability. However, if the company’s subsequent operation and financial indicators do not meet the requirements of relevant regulatory regulations such as the stock listing rules of Shenzhen Stock Exchange, the company’s shares still have the risk of delisting risk warning or delisting.
3. The company will conscientiously perform the obligation of information disclosure in strict accordance with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, and continue to pay attention to and disclose the progress of relevant matters in a timely manner. The information disclosure media designated by the company are securities times and cninfo.com: http://www.cn.info.com..cn. The information of the company shall be subject to the information published on the website of Shenzhen Stock Exchange and the above designated media. Please invest rationally and pay attention to risks.
It is hereby announced.
Shenzhen Hemei Group Co.Ltd(002356) board of directors
January 4, 2002
